SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number 33-13110
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K and Form 10-KSB [ ] Form 11-K [ ] Form 20-F
[ ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: September 30, 1999
[_] Transition Report on Form 10-K
[_] Transition Report on Form 20-F
[_] Transition Report on Form 11-K
[_] Transition Report on Form 10-Q
[_] Transition Report on Form N-SAR
For the Transition Period Ended:
Read attached instruction sheet before preparing form. Please print or
type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
PART I
REGISTRANT INFORMATION
MEDTECH DIAGNOSTICS, INC.
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Full Name of Registrant
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Former Name if Applicable
900 Third Avenue, Suite 201
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Address of Principal Executive Office (Street and Number)
New York, New York 10022
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City, State and Zip Code
<PAGE>
PART II
RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
[X] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
[X] (b) The subject annual report, semi-annual report, transition report
on Form 10-K, Form 20-F, Form 11-K or Form N-SAR, or portion
thereof will be filed on or before the 15th calendar day
following the prescribed due date; or the subject quarterly
report or transition report on Form 10-Q, or portion thereof will
be filed on or before the fifth calendar day following the
prescribed due date; and
[X] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail why the Form 10-K, 11-K, 20-F 10-Q, N-SAR
or the transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
As previously disclosed in the registrants Form 8-K, dated December 29, 1999,
the registrant has changed its independent accountants effective on December 8,
1999. As such, the registrant's independent auditors have not been able to
complete the procedures necessary to furnish the required opinion on the
registrant's financial statements. Thus, the registrant requires additional time
to properly complete and file its Form 10-KSB for the fiscal year ended
September 30, 1999.
For the reasons set forth above, the registrant cannot timely file its Annual
Report on Form 10-KSB for the fiscal year ended September 30, 1999 without
unreasonable effort or expense. The registrant will file its Form 10-KSB no
later than the fifteenth day after the due date of the 10-KSB.
<PAGE>
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Steven N. Bronson, President (212) 610-2278
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is
no, identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion
thereof?
[ ] Yes [X] No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
MEDTECH DIAGNOSTICS, INC.
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date December 30, 1999 By /s/ Steven N. Bronson
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Steven N. Bronson, President
INSTRUCTION: The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and
title of the person signing the form shall be typed or printed beneath the
signature. If the statement is signed on behalf of the registrant by an
authorized representative (other than an executive officer), evidence of
the representative's authority to sign on behalf of the registrant shall be
filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (see 18 U.S.C. Section 1001).
<PAGE>
KAUFMAN
ROSSIN &
CO., P.A.
Certified Public Accountants
2000 Glades Road, Suite 324
Boca Raton, Florida 33431
December 29, 1999
Securities and Exchange Commission
450 Fifth Street
Washington D.C. 20549
Re: Medtech Diagnostics, Inc.
SEC Registration number 33-13110
This letter is written in response to the requirement of Rule 12b-25(c) of the
Securities Exchange Act of 1934 and in satisfaction of item (c) of Form 12b- 25.
We are the independent auditors of Medtech Diagnostics, Inc. (the "Registrant").
The Registrant has stated in Part III of its filing on Form 12b-25 that it is
unable to timely file, without unreasonable effort or expense, it Annual Report
of Form 10-KSB for the year ended September 30, 1999 because our firm has not
yet completed our audit of the financial statements of the Registrant for the
year ended September 30, 1999. Our firm was engaged on December 8, 1999 and has
been unable to complete the procedures necessary to furnish the required opinion
on such financial statements.
We hereby advise you that we have read the statements made in the Registrant in
Part III of its filing on Form 12b-25 for the year ended September 30, 1999, and
agree with the statements made therein as they relate to accounting and auditing
matters.
Very truly yours,
/s/ Kaufman, Rossin & Co.
Kaufman, Rossin & Co.
